Reso 2021-3182 - Laserfiche WebLink

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ON 0j'. unny Isles Reach 19070 Collins Avenue, Sunny Isles Beach, Florida 33160 (305) 947-0606 phone (305) 949-3 113 Fax li Nomithstanding the foregoin-, the Contractor shall not be relieved of liability to the City iiar daunages sustained by it by virtue of a breach of the Agreement by Contractor and the City may reasonably withhold payment to Contractor for the purposes of set-off until such time as the exact amount of damages due the City from the Contractor is determined, B. Termination i'or Convenience of City. The City may, ibr its convenience and without cause, terminate the Services then remaining to be performed at any time by jiving Contractor ten (l 0) clays written notice. In the event ol'such a termination without cause: the Contractor shall be compensated for all services performed to the City's satiNGICLion and prier to termination. Upon receipt of the notice of termination fbr COnVertiCrlCC. Contractor shall promptly discontinue all work and, to the extent indicated on the notice of tennination, shall tenninate all outsianding subcontracts and purchase orders as they relate to the terminated portion of the Contract. Shall refi-ain from placing FiL11her orders and/or cxrntracting with Subcontractors, and shall complete any coittinuccl portions of'the `Mork, The terms of Paracraph 1.11A(i) and A(ii) above shall be applicable hereunder. C. 'Termination for Insolvency, The City also reserves the right to tenninaLu the remaining Services to be performed in the event the Contractor is placed either in voluntary or involuntary bankruptcy or makes any assignment for the benefit of creditors. 1.12. GOVI;'.RNINC: LAW AND ATT[)RNF:Y5 FEES. It 1..9 agreed that 1.1119 Agreement shall be aovcrned by, construed and enforced in accordance with the laws of the State of Florida. Venue for any legal proceeding shall he in Miami [lade County. Florida. In the e;vcnt it becomes necessary for the: City to file a lawsuit to enforce any term or provision under this Agreement and the City is the prevailing party then the City shall be entitled to its costs and atLorney's flees at the pretrial, trial and appellate: levels. 1,13. C:Cli1'f'lfONTIAL INFORMATION. The. Contractor shall not, either during the term of this Amcment or any titinc for a period of tett (I 0) years subsequent to that date upon which the C:ontraetor shall leave the employment uNhe: City for any reason whatsoever. disclose to any person or entity, other than in the discharge of the duties of the Contractor under this Agreement; any information which the Cit; designates in writing tts "conlidentiul," As a violation by the ConLrrc or ol'ihe provisions of this Section could cause irreparable iniury to the City and there is nn adequate remedy at law f'or Such violation, Lhe City shall ]lave the right, in addition to any other retnedies available to it at law or in equity; to enjoin the Contractor irom violatina such provisions. 1.14. JURISDICTION. VH NUN AND WA1V1-:l1. ON .TURY TRIAL. This Aercomcnt shall be interpreted and construed in accordance with and governed by the laws of the State of F lorida. All parties agree and accept thai _jurisdiction of any dispute or controversy arising, out of this Agreement, and any Action involving the enforcement or interpretation of any rights hc;reunder 030-09; DRC. RMERGt NCY SMVICTS:11C. 5